Tiempo C [= medio]. Polythematic imitative fantasia with large freely composed section between outer imitative sections. Longer work than book I fantasias. The work is continuous without section breaks, and the wandering flow of events shows great variety within limits of a directed sense of purpose, and motives which grow out of one another, and suggest one another cadential formulae separate phrases, and a large number of interrupted cadences keep the work going. The M.C | M motive of preceding Tiento (ascend and descend) is present in opening themes of fantasia.

Venegas de Henestrosa reworked this fantasia. See 1557/2, no. 56 [Anglés edition, pp. 78-80, Fantasia II] also incorporating material from Narvaez, Fantasia 1 (Na001)